Corporate Governance Report
RECOMMENDATIONS (July 18
th
2013
Corporate Governance law in
)
Details of the Adoption of the
Recommendation
I – VOTING AND CONTROL OF THE COMPANY
I.1.
Companies shall encourage shareholders to attend
and vote at general meetings and shall not set an overly
large number of shares required for the entitlement
of one vote, and implement the means necessary to
exercise the right to vote by mail and electronically.
Adopted
Part I
Number 12 of this
Corporate Govern-
ance Report.
I.2.
Companies shall not adopt mechanisms that hinder
the passing of resolutions by shareholders, including
fixing a quorum for resolutions greater than that
provided for by law.
Adopted
Parte I
Numbers 13.14. of
of this Corporate
Governance Re-
port.
I.3.
Companies shall not establish mechanisms intended
to cause mismatching between the right to receive
dividends or the subscription of new securities and the
voting right of each common share, unless duly justified
in terms of long-term interests of shareholders.
Adopted
No such mecha-
nisms are estab-
lished under the
By-laws.
I.4.
The company’s articles of association that provide
for the restriction of the number of votes that may
be held of exercised by a sole shareholder, either
individually or in concert with other shareholders, shall
also foresee for a resolution by the general assembly
(five year intervals), on whether that statutory provision
is to be amended or prevails - without super quorum
requirements as to the one legally in force - and that
in said resolution, all votes issued be counted, without
applying said restriction.
Not Applicable
The
Company’s
articles of associ-
ation set no limit
to the number of
votes to be issued
by a shareholder.
I.5.
Measures that required payment or assumption of
fees by the company in the event of change of control or
change in the composition of the Board and that which
appear likely to impair the free transfer of shares and
free assessment by shareholders of the performance of
Board members, shall not be adopted.
Adopted
No such measures
have been estab-
lished or adopted.
178
